Bert Wheeler as Willie Doyle

Robert Woolsey as Elmer Dugan

Mary Carlisle as Gloria Wakefield

George McFarland as Spanky Milford

Noah Beery as Col. Wakefield

Lucille La Verne as Aunt Hannah Milford

Willie Best as Buckshot (as Sleep 'n' Eat)

Margaret Dumont as Mrs. Baxter

Louis Mason as Judge Ezra Milford

Paul Page as Jerry Bronson

Frank McGlynn Jr. as Jeff Wakefield

Richard Alexander as Hank Wakefield

William Pawley as John Wakefield

Harry Bernard as Destitute Man

Edgar Dearing as Policeman

Dorothy Granger as Ethel - Baxter's Secretary

Roger Gray as The Moonshiner

Harrison Greene as Aloysius T. Guilfoyle - Lawyer

Charlie Hall as Cigarette Stand Owner

Otto Hoffman as Henry - Banesville Station Agent

Donald Kerr as Bronson's Chauffeur

John Larkin as Jackson - Wakefield's Servant

Frank O'Connor as Police Officer

Clarence Wilson as Peck - Lawyer